675.1 The Superintendent may enter into an agreement, called a “prudential agreement”, with a company, society or provincial company for the purposes of implementing any measure designed to maintain or improve its safety and soundness or with a foreign company for the purposes of implementing any measure designed to protect the interests of its policyholders and creditors in respect of its insurance business in Canada.

2001, c. 9, s. 457.

676. (1) Where, in the opinion of the Superintendent, a company, society, foreign company or provincial company, or a person with respect to a company, society, foreign company or provincial company,

(a) is committing, or is about to commit, an act that is an unsafe or unsound practice in conducting the business of the company, society, foreign company or provincial company, or

(b) is pursuing or is about to pursue any course of conduct that is an unsafe or unsound practice in conducting the business of the company, society, foreign company or provincial company,

the Superintendent may direct the company, society, foreign company, provincial company or person to

(c) cease or refrain from committing the act or pursuing the course of conduct, and

(d) perform such acts as in the opinion of the Superintendent are necessary to remedy the situation.

(2) Subject to subsection (3), no direction shall be issued to a company, society, foreign company, provincial company or person under subsection (1) unless the company, society, foreign company, provincial company or person is provided with a reasonable opportunity to make representations in respect of the matter.

(3) Where, in the opinion of the Superintendent, the length of time required for representations to be made under subsection (2) might be prejudicial to the public interest, the Superintendent may make a temporary direction with respect to the matters referred to in paragraphs (1)(a) and (b) having effect for a period of not more than fifteen days.

(4) Subject to section 677, a temporary direction under subsection (3) continues to have effect after the expiration of the fifteen day period referred to in that subsection if no representations are made to the Superintendent within that period or, if representations have been made, the Superintendent notifies the company, society, foreign company, provincial company or person that the Superintendent is not satisfied that there are sufficient grounds for revoking the direction.

677. [Repealed, 1996, c. 6, s. 94]

678. (1) Where a company, society, foreign company, provincial company or person

(a) is contravening or has failed to comply with a prudential agreement entered into under section 675.1 or a direction of the Superintendent issued to the company, society, foreign company, provincial company or person pursuant to subsection 676(1) or (3),

(b) is contravening this Act, or

(c) has omitted to do any thing under this Act that is required to be done by or on the part of the company, society, foreign company, provincial company or person,

the Superintendent may, in addition to any other action that may be taken under this Act, apply to a court for an order requiring the company, society, foreign company, provincial company or person to comply with the prudential agreement or direction, cease the contravention or do any thing that is required to be done, and on such application the court may so order and make any other order it thinks fit.

(2) An appeal from a decision of a court under subsection (1) lies in the same manner, and to the same court, as an appeal from any other order of the court.

1991, c. 47, s. 678; 2001, c. 9, s. 458.

678.01 In sections 678.1 and 678.2, “senior officer” means the chief executive officer, secretary, treasurer, controller or actuary of a company, society or provincial company, or any other officer reporting directly to its board of directors or chief executive officer.

2001, c. 9, s. 459.

678.1 (1) This section applies only in respect of a company, society or provincial company

(a) that has been notified by the Superintendent that this section applies to it where the company, society or provincial company is subject to measures designed to maintain or improve its safety and soundness, which measures

(i) have been specified by the Superintendent by way of conditions or limitations in respect of the order approving the commencement and carrying on of its business, or

(ii) are contained in a prudential agreement entered into under section 675.1 or an undertaking given by the company, society or provincial company to the Superintendent; or

(b) that is the subject of a direction made under section 676 or an order made under subsection 515(3) or 516(4).

(2) A company, society or provincial company shall provide the Superintendent with the name of

(a) each person who has been nominated for election or appointment as a member of its board of directors,

(b) each person who has been selected by the company, society or provincial company for appointment as a senior officer, and

(c) each person who is newly elected as a director of the company, society or provincial company at a meeting of shareholders and policyholders and who was not proposed for election by anyone involved in the management of the company, society or provincial company,

together with such other information about the background, business record and experience of the person as the Superintendent may require.

(3) The information required by subsection (2) shall be provided to the Superintendent

(a) at least thirty days prior to the date or proposed date of the election or appointment or within such shorter period as the Superintendent may allow; or

(b) in the case of a person referred to in paragraph (2)(c), within fifteen days after the date of the election of the person.

(4) If the Superintendent is of the opinion that, on the basis of the competence, business record, experience, conduct or character of a person, he or she is not suitable to hold that position, the Superintendent may, by order

(a) in the case of a person referred to in paragraph (2)(a) or (b), disqualify the person from being elected or appointed as a director of the company, society or provincial company or from being appointed as a senior officer; or

(b) in the case of a person referred to in paragraph (2)(c), remove the person from office as a director of the company, society or provincial company.

(4.1) In forming an opinion under subsection (4), the Superintendent must consider whether the interests of the policyholders and creditors of the company, society or provincial company would likely be prejudiced if the person were to take office or continue to hold office, as the case may be.

(5) The Superintendent must in writing notify the person concerned and the company, society or provincial company of any action that the Superintendent proposes to take under subsection (4) and must afford them an opportunity within 15 days after the date of the notice, or within any longer period that the Superintendent allows, to make representations to the Superintendent in relation to the matter.

(6) Where an order has been made under subsection (4)

(a) disqualifying a person from being elected or appointed to a position, the person shall not be, and the company, society or provincial company shall not permit the person to be, elected or appointed to the position; or

(b) removing a director from office, the person shall not continue to hold, and the company, society or provincial company shall not permit the person to continue to hold, office as a director.

1996, c. 6, s. 95; 2001, c. 9, s. 460.

678.2 (1) The Superintendent may, by order, remove a person from office as a director or senior officer of a company, society or provincial company if the Superintendent is of the opinion that the person is not suitable to hold that office

(a) on the basis of the competence, business record, experience, conduct or character of the person; or

(b) because the person has contravened or, by action or negligence, has contributed to the contravention of

(i) this Act or the regulations made under it,

(ii) a direction made under section 676,

(iii) an order made under subsection 515(3) or 516(4),

(iv) a condition or limitation in respect of the order approving the commencement and carrying on of business by the company, society or provincial company, or

(v) a prudential agreement entered into under section 675.1 or an undertaking given by the company, society or provincial company to the Superintendent.

(2) In forming an opinion under subsection (1), the Superintendent must consider whether the interests of the policyholders and creditors of the company, society or provincial company have been or are likely to be prejudiced by the person’s holding office as a director or senior officer.

(3) The Superintendent must in writing notify the person concerned and the company, society or provincial company of any removal order that the Superintendent proposes to make under subsection (1) and must afford them an opportunity within 15 days after the date of the notice, or within any longer period that the Superintendent allows, to make representations to the Superintendent in relation to the matter.

(4) If the Superintendent is of the opinion that the public interest may be prejudiced by the director or senior officer continuing to exercise the powers or carry out the duties and functions of that office during the period for making representations, the Superintendent may make an order suspending the director or senior officer. The suspension may not extend beyond 10 days after the expiration of that period.

(5) The Superintendent shall, without delay, notify the director or senior officer, as the case may be, and the company, society or provincial company of a removal order or suspension order.

(6) The director or senior officer, as the case may be, ceases to hold that office as of the date the removal order is made or any later date specified in the order.

(7) The director or senior officer, as the case may be, or the company, society or provincial company, as the case may be, may, within 30 days after the date of receipt of notice of the removal order under subsection (5), or within any longer period that the Court allows, appeal the matter to the Federal Court.

(8) The Federal Court, in the case of an appeal, may dismiss the appeal or set aside the removal order.

(9) A removal order is not stayed by an appeal.

2001, c. 9, s. 461.

678.3 (1) This section applies only in respect of a foreign company

(a) that has been notified by the Superintendent that this section applies to it where the foreign company is subject to measures designed to protect the interests of its policyholders and creditors in respect of its insurance business in Canada, which measures

(i) have been specified by the Superintendent by way of conditions or limitations in respect of the order approving the insuring in Canada of risks by the foreign company, or

(ii) are contained in a prudential agreement entered into under section 675.1 or an undertaking given by the foreign company to the Superintendent; or

(b) that is the subject of a direction made under section 676 or an order made under subsection 608(4) or 609(2).

(2) A foreign company shall provide the Superintendent with the name of any person who has been selected by the foreign company for appointment as chief agent together with such other information about the background, business record and experience of the person as the Superintendent may require.

(3) The information required by subsection (2) shall be provided to the Superintendent at least 30 days prior to the date of the appointment or within any shorter period that the Superintendent may allow.

(4) If the Superintendent is of the opinion that, on the basis of the competence, business record, experience, conduct or character of a person, he or she is not suitable to hold the position of chief agent, the Superintendent may, by order, disqualify the person from being appointed to that office.

(5) In forming an opinion under subsection (4), the Superintendent must consider whether the interests of the policyholders and creditors of the foreign company in respect of its insurance business in Canada would likely be prejudiced if the person were to take office.

(6) The Superintendent must in writing notify the person concerned and the foreign company of an order that the Superintendent proposes to make under subsection (4) and must afford them an opportunity within 15 days after the date of the notice, or within any longer period that the Superintendent allows, to make representations to the Superintendent in relation to the matter.

(7) If an order is made under subsection (4) disqualifying a person from being appointed as chief agent, the person shall not be, and the foreign company shall not permit the person to be, appointed to that position.

2001, c. 9, s. 461.

678.4 (1) The Superintendent may, by order, remove a person from office as the chief agent of a foreign company if the Superintendent is of the opinion that the person is not suitable to hold that office

(a) on the basis of the competence, business record, experience, conduct or character of the person; or

(b) because the person has contravened or, by action or negligence, has contributed to the contravention of

(i) this Act or the regulations made under it,

(ii) a direction made under section 676,

(iii) an order made under subsection 608(4) or 609(2),

(iv) a condition or limitation in respect of the order approving the insuring in Canada of risks by the foreign company, or

(v) a prudential agreement entered into under section 675.1 or an undertaking given by the foreign company to the Superintendent.

(2) In forming an opinion under subsection (1), the Superintendent must consider whether the interests of the policyholders and creditors of the foreign company in respect of its insurance business in Canada have been or are likely to be prejudiced by the person’s holding office as chief agent.

(3) The Superintendent must in writing notify the chief agent and the foreign company of any removal order that the Superintendent proposes to make under subsection (1) and must afford them an opportunity within 15 days after the date of the notice, or within any longer period that the Superintendent allows, to make representations to the Superintendent in relation to the matter.

(4) If the Superintendent is of the opinion that the public interest is likely to be prejudiced by the chief agent continuing to exercise the powers or carry out the duties and functions of that office during the period for making representations, the Superintendent may make an order suspending the chief agent. The suspension may not extend beyond 10 days after the expiration of that period.

(5) The Superintendent shall, without delay, notify the chief agent and the foreign company of a removal order or suspension order.

(6) The chief agent ceases to hold that office as of the date the removal order is made or any later date specified in the order.

(7) The chief agent or the foreign company may, within 30 days after the date of receipt of notice of the removal order under subsection (5), or within any longer period that the Court allows, appeal the matter to the Federal Court.

(8) The Federal Court, in the case of an appeal, may dismiss the appeal or set aside the removal order.

(9) A removal order is not stayed by an appeal.

2001, c. 9, s. 461.

678.5 (1) If the circumstances described in any of paragraphs 679(1.1)(a) to (e) or (g) exist in respect of a society, the Superintendent may, by order, subject to any terms and conditions the Superintendent may specify, direct it to transfer all or any portion of its policies to, or cause itself to be reinsured against all or any portion of the risks undertaken by it by, any company, society, foreign company or body corporate incorporated under the laws of a province that is authorized to transact the classes of insurance to be so transferred or reinsured.

(2) The society shall comply with the order within the time that the Superintendent specifies in the order or within any further period specified by the Superintendent.

(3) No order shall be issued to a society under subsection (1) unless the society is provided with a reasonable opportunity to make representations in respect of the matter.

2001, c. 9, s. 462.

678.6 (1) If the circumstances described in any of paragraphs 679(1.2)(a) to (d) or (f) exist in respect of a foreign company that is a fraternal benefit society, the Superintendent may, by order, subject to any terms and conditions the Superintendent may specify, direct it to transfer all or any portion of its policies in Canada to, or cause itself to be reinsured against all or any portion of the risks undertaken by it in respect of its policies in Canada by, any company, society, foreign company or body corporate incorporated under the laws of a province that is authorized to transact the classes of insurance to be so transferred or reinsured.

(2) The foreign company shall comply with the order within the time that the Superintendent specifies in the order or within any further period specified by the Superintendent.

(3) No order shall be issued to a foreign company under subsection (1) unless the foreign company is provided with a reasonable opportunity to make representations in respect of the matter.

2001, c. 9, s. 462.

679. (1) Subject to this Act, where any of the circumstances described in subsection (1.1) exist in respect of a company, society or provincial company or any of the circumstances described in subsection (1.2) exist in respect of a foreign company, the Superintendent may

(a) take control, for a period not exceeding sixteen days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada; or

(b) unless the Minister advises the Superintendent that the Minister is of the opinion that it is not in the public interest to do so,

(i) take control, for a period exceeding sixteen days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under the control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada,

(ii) where control of assets has been taken under paragraph (a), continue the control beyond the sixteen days referred to in that paragraph, or

(iii) take control of the company, society or provincial company.

(1.1) Control by the Superintendent under subsection (1) may be taken in respect of a company, society or provincial company, other than a foreign company, where

(a) the company, society or provincial company has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable;

(b) [Repealed, 2001, c. 9, s. 463]

(c) the assets of the company, society or provincial company are not, in the opinion of the Superintendent, sufficient to give adequate protection to its policyholders and creditors;

(d) any asset appearing on the books or records of the company, society or provincial company or held under its administration is not, in the opinion of the Superintendent, satisfactorily accounted for;

(e) the regulatory capital of the company, society or provincial company has, in the opinion of the Superintendent, reached a level or is eroding in a manner that may detrimentally affect its policyholders or creditors;

(f) the company, society or provincial company has failed to comply with an order of the Superintendent made under subsection 515(3) to increase its capital or with an order of the Superintendent made under subsection 516(4) or 678.5(1); or

(g) in the opinion of the Superintendent, any other state of affairs exists in respect of the company, society or provincial company that may be materially prejudicial to the interests of the company’s, society’s or provincial company’s policyholders or creditors or the owners of any assets under the company’s, society’s or provincial company’s administration, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the holding body corporate of the company or provincial company.

(1.2) Control by the Superintendent under subsection (1) may be taken in respect of a foreign company where

(a) in respect of its insurance business in Canada, it has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable;

(b) [Repealed, 2001, c. 9, s. 463]

(c) its assets in Canada are not, in the opinion of the Superintendent, sufficient to give adequate protection to its policyholders and creditors in Canada;

(d) any asset relating to its insurance business in Canada appearing on the books or records of the foreign company is not, in the opinion of the Superintendent, satisfactorily accounted for;

(e) it has failed to comply with an order of the Superintendent made under subsection 608(4) to increase the margin of its assets in Canada over its liabilities in Canada or with an order of the Superintendent made under subsection 609(2) or 678.6(1); or

(f) in the opinion of the Superintendent, any other state of affairs exists in respect of the foreign company that may be materially prejudicial to the interests of the foreign company’s policyholders or creditors in Canada or the owners of any assets under the foreign company’s administration in Canada, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the holding body corporate of the foreign company.

(1.3) The Superintendent must notify a company, society, provincial company or foreign company of any action proposed to be taken in respect of it under paragraph (1)(b) and of its right to make written representations to the Superintendent within the time specified in the notice, not exceeding ten days after it receives the notice.

(2) Where the Superintendent has, pursuant to subsection (1), control of the assets of a company, society, provincial company or foreign company referred to in that subsection, the Superintendent may do all things necessary or expedient to protect the rights and interests of the policyholders and creditors of the company, society or provincial company or the policyholders and creditors in Canada of the foreign company.

(3) Where the Superintendent has, pursuant to subsection (1), control of the assets of a company, society, provincial company or foreign company referred to in that subsection,

(a) the company, society, provincial company or foreign company shall not make, acquire or transfer any loan or make any purchase, sale or exchange of securities or any disbursement or transfer of cash of any kind without the prior approval of the Superintendent or a representative designated by the Superintendent; and

(b) no director, officer or employee of the company, society, provincial company or foreign company nor the chief agent of the foreign company shall have access to any cash or securities held by the company, society, provincial company or foreign company unless

(i) a representative of the Superintendent accompanies the director, officer or employee or the chief agent, or

(ii) the access is previously authorized by the Superintendent or the Superintendent’s representative.

1991, c. 47, s. 679; 1996, c. 6, s. 96; 1997, c. 15, s. 326; 2001, c. 9, s. 463.

680. to 682. [Repealed, 1996, c. 6, s. 96]

683. (1) Where the Superintendent takes control of a company, society or provincial company pursuant to subparagraph 679(1)(b)(iii), the powers, duties, functions, rights and privileges of the directors of the company, society or provincial company and of the officers of the company, society or provincial company responsible for its management are suspended.

(2) Where the Superintendent takes control of a company, society or provincial company pursuant to subparagraph 679(1)(b)(iii), the Superintendent shall manage the business and affairs of the company, society or provincial company and in so doing the Superintendent

(a) may perform any of the duties and functions that the persons referred to in subsection (1) were performing prior to the taking of control; and

(b) has and may exercise any power, right or privilege that any such person had or could have exercised prior to the taking of control.

(3) Where the Superintendent takes control of a company, society or provincial company pursuant to subparagraph 679(1)(b)(iii), or of the assets of a foreign company pursuant to subparagraph 679(1)(b)(i) or (ii), the Superintendent may appoint one or more persons to assist in the management of the company, society or provincial company or of the insurance business in Canada of the foreign company.

1991, c. 47, s. 683; 1996, c. 6, s. 97.

684. Control by the Superintendent under subsection 679(1) of a company, society or provincial company or of the assets of a company, society or provincial company or of the assets in Canada of a foreign company together with its other assets held in Canada under the control of its chief agent including all amounts received or receivable in respect of its insurance business in Canada expires on the day on which a notice by the Superintendent is sent to

(a) the directors and officers who conducted the business and affairs of the company, society or provincial company, or

(b) the chief agent in Canada of the foreign company,

stating that the Superintendent is of the opinion that the circumstances leading to the taking of control by the Superintendent have been substantially rectified and that the company, society or provincial company or the foreign company, as the case may be, can resume control of its business and affairs, assets or its insurance business in Canada, as the case may be.

1991, c. 47, s. 684; 1996, c. 6, s. 97.

684.1 The Superintendent may, at any time before the receipt of a request under section 685 to relinquish control of a company, society or provincial company or of the assets of a company, society or provincial company or of the assets in Canada of a foreign company together with its other assets held in Canada under the control of its chief agent including all amounts received or receivable in respect of its insurance business in Canada, request the Attorney General of Canada to apply for a winding-up order under section 10.1 of the Winding-up and Restructuring Act in respect of

(a) the company, society or provincial company, where the assets of the company, society or provincial company are under the control of the Superintendent pursuant to subparagraph 679(1)(b)(i) or (ii);

(b) the insurance business in Canada of the foreign company, where the assets in Canada of the foreign company together with its other assets referred to in subparagraph 679(1)(b)(i) or (ii) are under the control of the Superintendent pursuant to that subparagraph; or

(c) the company, society or provincial company, where it is under the control of the Superintendent pursuant to subparagraph 679(1)(b)(iii).

1996, c. 6, s. 97.

685. Where no action has been taken by the Superintendent under section 684.1 and, after thirty days following the taking of control by the Superintendent under subsection 679(1) of a company, society or provincial company or of the assets of a company, society or provincial company or of the assets in Canada of a foreign company together with its other assets held in Canada under the control of its chief agent including all amounts received or receivable in respect of its insurance business in Canada, the Superintendent receives from the board of directors of the company, society or provincial company or, in case of a foreign company, its chief agent, a notice in writing requesting the Superintendent to relinquish control, the Superintendent must, not later than twelve days after receipt of the notice,

(a) comply with the request; or

(b) request the Attorney General of Canada to apply for a winding-up order under section 10.1 of the Winding-up and Restructuring Act in respect of the company, society or provincial company or the insurance business in Canada of the foreign company.

1991, c. 47, s. 685; 1996, c. 6, s. 97.

686. (1) The Superintendent shall, before December 31 in each year,

(a) ascertain the total amount of expenses incurred during the immediately preceding fiscal year in

(i) exercising control of a company, society or provincial company,

(ii) exercising control of the assets of a foreign company pursuant to subparagraph 679(1)(b)(i) or (ii),

(iii) carrying out as liquidator the winding-up of a company, society or provincial company or of the insurance business in Canada of a foreign company,

including amounts paid as interest charges on money borrowed by or on behalf of the company, society or provincial company to meet its requirements for liquid funds or as the cost of terminating leases or employment contracts or other similar expenses; and

(b) ascertain the accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance portion, the life insurance and annuity portion, the mortgage insurance portion, the special insurance portion and the property and casualty insurance portion of the expenses described in paragraph (a) that were incurred in respect of the company, society, foreign company or provincial company by multiplying those expenses by

A/F, B/F, C/F, D/F and E/F, respectively, where

A, B, C, D and E represent the total of the gross premium income of the company, society, foreign company or provincial company, as determined by the Superintendent, in respect of

(i) its policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance,

(ii) its policies of life insurance and annuities,

(iii) its policies of mortgage insurance,

(iv) its policies of special insurance, and

(v) its policies, other than its policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance, life insurance and annuities, mortgage insurance and special insurance,

respectively, during the period referred to in element F, and

F represents the total of the gross premium income of the company, society, foreign company or provincial company, as determined by the Superintendent, during the period of five calendar years preceding the first to occur of the calendar year in which the Superintendent took control of the company, society or provincial company, or in the case of a foreign company, the assets, and that in which a winding-up order was issued in respect of the company, society, foreign company or provincial company.

(2) The amounts ascertained by the Superintendent pursuant to subsection (1) are final and conclusive for the purposes of this section and sections 687 and 688.

1991, c. 47, s. 686; 1996, c. 6, s. 98.

687. (1) As soon as possible after ascertaining the portions described in paragraph 686(1)(b), the Superintendent shall, subject to this section and to the extent and in the manner that the Governor in Council may prescribe,

(a) assess the accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance portion, the life insurance and annuity portion and the property and casualty insurance portion against each company, society, foreign company and provincial company, other than the company, society, foreign company or provincial company in respect of which the expenses were incurred, in the following proportion:

A/B

where

A represents the net premiums during the immediately preceding calendar year of the company, society, foreign company or provincial company from

(i) policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance,

(ii) policies of life insurance and annuities, or

(iii) policies, other than policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance, life insurance and annuities, mortgage insurance and special insurance, and

B represents the total net premiums during the immediately preceding calendar year of all companies, societies, foreign companies and provincial companies, other than the company, society, foreign company or provincial company in respect of which the expenses were incurred, from

(iv) policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance,

(v) policies of life insurance and annuities, or

(vi) policies, other than policies of accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance, life insurance and annuities, mortgage insurance and special insurance; and

(b) assess the mortgage insurance portion and the special insurance portion against the company, society, foreign company or provincial company in respect of which they were incurred.

(2) The portions of expenses assessed under paragraph (1)(b) shall be charged to and paid by the company, society, foreign company or provincial company in respect of which the expenses were incurred.

688. (1) Subsection 23(4) and section 23.2 of the Office of the Superintendent of Financial Institutions Act apply, with such modifications as the circumstances require, in respect of an assessment under section 687.

(2) In this section and sections 686 and 687,

“gross premium income” of a company, society, foreign company or provincial company means its premium income from its policies in Canada calculated without reduction in respect of reinsurance premiums paid or payable;

“net premiums” of a company, society, foreign company or provincial company means its gross premium income less

(a) premiums paid or payable in respect of the reinsurance of risks undertaken by the company, society, foreign company or provincial company in its policies in Canada, and

(b) dividends paid or allowed by the company, society, foreign company or provincial company to its policyholders in Canada;

“special insurance” means a class of insurance designated by regulations made by the Governor in Council as special insurance for the purposes of this section and sections 686 and 687, having regard to the nature of the insurance, the classes of persons insured under policies of that class of insurance and the number of companies, societies, foreign companies and provincial companies insuring risks falling within that class.

1991, c. 47, s. 688; 1997, c. 15, s. 327.

689. (1) The Superintendent may, from among the companies, societies, foreign companies and provincial companies that are subject to an assessment under section 687 on account of the control of a company, society or provincial company or control of the assets of a foreign company, appoint a committee of not more than six members to advise the Superintendent in respect of assets, management and all other matters pertinent to the duties and responsibilities of the Superintendent in exercising that control.

(2) [Repealed, 1996, c. 6, s. 99]

1991, c. 47, s. 689; 1996, c. 6, s. 99.

690. [Repealed, 1996, c. 6, s. 100]

691. (1) Where the Superintendent has taken control of a company, society or provincial company pursuant to subparagraph 679(1)(b)(iii) and the control expires or is relinquished pursuant to section 684 or paragraph 685(a), the Superintendent may direct that the company, society or provincial company be liable for repayment of all or part of the expenses resulting from the taking of control of the company, society or provincial company and assessed against and paid by other companies, societies, provincial companies and foreign companies pursuant to section 687, together with such interest in respect thereof at such rate as is specified by the Superintendent.

(2) Where the Superintendent has taken control of the assets of a foreign company pursuant to subparagraph 679(1)(b)(i) or (ii) and the control expires or is relinquished pursuant to section 684 or paragraph 685(a), the Superintendent may direct that the foreign company be liable for repayment of all or part of the expenses resulting from the taking of control of the assets of the foreign company and assessed against and paid by other companies, societies, foreign companies and provincial companies pursuant to section 687, together with such interest in respect thereof at such rate as is specified by the Superintendent.

1991, c. 47, s. 691; 1996, c. 6, s. 101.

692. Any amount paid to or recovered by Her Majesty under section 691 of this Act or paragraph 161(1)(d) or (6)(c) or subparagraph 161(8)(b)(iv) of the Winding-up and Restructuring Act in respect of a company, society, foreign company or provincial company shall be applied to the extent and the manner that may be prescribed.

1991, c. 47, s. 692; 1996, c. 6, s. 167; 1997, c. 15, s. 328; 2001, c. 9, s. 464(F).

693. In the French version of this Part, “société” means a “société” or “société étrangère” within the meaning of section 2.

1991, c. 47, s. 693; 2001, c. 9, s. 465.

694. A company or foreign company shall provide the Commissioner with the information at the times and in the form that the Commissioner may require for the purposes of the administration of the Financial Consumer Agency of Canada Act and the consumer provisions.

1991, c. 47, s. 694; 2001, c. 9, s. 465.

695. (1) Subject to subsection (2), information regarding the business or affairs of a company or foreign company or regarding persons dealing with any of them that is obtained by the Commissioner or by any person acting under the direction of the Commissioner, in the course of the exercise or performance of powers, duties and functions referred to in subsection 5(1) of the Financial Consumer Agency of Canada Act, and any information prepared from that information, is confidential and shall be treated accordingly.

(2) If the Commissioner is satisfied that the information will be treated as confidential by the agency, body or person to whom it is disclosed, subsection (1) does not prevent the Commissioner from disclosing it

(a) to any government agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision;

(b) to any other agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision;

(c) to any compensation association designated by order of the Minister under subsection 449(1) or 591(1), for purposes related to its operation; and

(d) to the Deputy Minister of Finance or any officer of the Department of Finance authorized in writing by the Deputy Minister of Finance or to the Governor of the Bank of Canada or any officer of the Bank of Canada authorized in writing by the Governor of the Bank of Canada, for the purposes of policy analysis related to the regulation of financial institutions.

1991, c. 47, s. 695; 2001, c. 9, s. 465.

696. (1) The Commissioner, from time to time, but at least once in each calendar year, shall make or cause to be made any examination and inquiry that the Commissioner considers necessary for the purposes of satisfying the Commissioner that the applicable consumer provisions are being complied with and, after the conclusion of each examination and inquiry, shall report on it to the Minister.

(2) The Commissioner or a person acting under the Commissioner’s direction in carrying out his or her duties under subsection (1)

(a) has a right of access to any records, including electronic records, of a company or foreign company; and

(b) may require the directors or officers of a company or foreign company to provide information and explanations, to the extent that they are reasonably able to do so, in respect of any matter subject to examination or inquiry under subsection (1).

1991, c. 47, s. 696; 2001, c. 9, s. 465.

697. The Commissioner, in carrying out his or her duties in relation to consumer provisions, has all the powers of a person appointed as a commissioner under Part II of the Inquiries Act for the purpose of obtaining evidence under oath, and may delegate those powers to any person acting under the Commissioner’s direction.

1991, c. 47, s. 697; 2001, c. 9, s. 465.

698. The Commissioner may enter into an agreement, called a “compliance agreement”, with a company or foreign company for the purposes of implementing any measure designed to further compliance by it with the consumer provisions.

1991, c. 47, s. 698; 2001, c. 9, s. 465.